HUSTON BENJAMIN E. 4

What Happened
Benjamin E. Huston, COO of Carvana (CVNA), exercised stock options and sold shares in early February 2026. On Feb 2 he exercised 10,000 options at $10.07/share (cost ≈ $100,700) and sold 10,000 shares in multiple open‑market trades that day for about $4.11M. Separately, on Feb 1, 1,219 shares were withheld to cover taxes on vested restricted stock units (withholding proceeds ≈ $488,953). Total proceeds from disclosed sales ≈ $4.60M. The filing also reports a related derivative conversion of 10,000 shares reported at $0.00 (non‑cash reporting item).

Key Details

• Transaction dates: Feb 1, 2026 (tax withholding) and Feb 2, 2026 (option exercise and open‑market sales). Filing date: Feb 3, 2026.
• Sales: 10,000 shares sold on Feb 2 across many trades (proceeds ≈ $4,112,739) + 1,219 shares withheld on Feb 1 for taxes (proceeds ≈ $488,953) = ≈ 11,219 shares sold/withheld for ≈ $4.60M.
• Option exercise: 10,000 shares exercised at $10.07 ($100,700 cash paid). A related derivative line reports 10,000 shares at $0.00 (non‑cash reporting).
• Shares owned after transaction: Not specified in the filing.
• Notable footnotes: Sales/exercises were effected pursuant to a Rule 10b5‑1 trading plan (F2); the 1,219 share disposition was tax withholding on RSU vesting (F1); option vesting schedule noted (F21). Multiple footnotes list trade price ranges and VWAP reporting where applicable.
• Timeliness: Filed Feb 3 covering Feb 1–2 activity; appears to be a timely Form 4 filing.

Context

• The combination of exercising options at a low exercise price ($10.07) and selling shares at ~$394–$418 range indicates a routine exercise + sale (often used to cover taxes, exercise costs, or diversify). The filing’s 10b5‑1 note indicates the sales were planned under an automatic trading plan.
• The $0.00 derivative line likely reflects non‑cash reporting treatment of option conversion/settlement and should be read as part of the exercise/settlement mechanics, not an independent $0 sale.
• As with all insider filings, these are factual disclosures of transactions — they do not, by themselves, indicate the insider’s view of the company beyond the trades reported.